Terms of Service

1) Definitions

• “Client” or “you” means the individual or entity using the Services.
• “Services” include audits, strategy, and Amazon Ads optimization/management, including bid, budget, placement, and negative keyword/product targeting changes (as applicable).
• “Client Data” means information you provide or authorize us to access (including ad account data).
• “Deliverables” means reports, dashboards, analyses, playbooks, or other outputs described in an order form or SOW.

2) Eligibility and authority

You represent that:

• You are at least 18 years old (or the age of majority where you live), and
• If you use the Services on behalf of a company, you have authority to bind that company to these Terms.

3) Relationship to Amazon and third parties

Rocketcart is an independent service provider. We are not Amazon and are not endorsed by Amazon unless explicitly stated. Amazon Ads, Sponsored Products/Brands/Display, and related trademarks belong to their respective owners.

4) Service description and approvals

Rocketcart provides an “agentic” optimization service with daily optimization cycles and strategist review (as applicable to your plan). The Services may include:

• Connecting to your Amazon Ads data and related datasets
• Diagnosing waste and opportunities
• Proposing and/or executing changes to bids, budgets, placements, targeting, and negatives
• Reporting and recommendations

Approval controls and guardrails

You remain responsible for setting and approving guardrails (e.g., budget caps, bid change limits, KPI targets). Where the Service includes approvals:

• You authorize Rocketcart to propose changes, and
• You may choose to auto-approve low-risk updates and require explicit approval for higher-impact changes, as defined during onboarding or in your SOW.

If you do not respond to approval requests in a timely manner, performance may be impacted.

5) Client responsibilities

You agree to:

• Provide accurate information and timely responses needed to deliver the Services
• Maintain required access/permissions (e.g., Amazon Ads authorization) and ensure you have the right to grant it
• Inform us of relevant constraints (inventory, promotions, pricing policy, compliance requirements)
• Use the Services only for lawful purposes and in compliance with platform policies

You are solely responsible for your product claims, listings, and compliance with Amazon policies and applicable laws.

6) Accounts, access, and security

If integrations are used, you are responsible for maintaining the security of your accounts and credentials. You agree not to provide us passwords unless explicitly required by a documented process (and if so, only via secure methods).

You can revoke access at any time through the relevant platform. Revoking access may suspend or terminate the Services.

7) Fees, payment, and taxes

Fees, billing cadence, and scope are described in your order form/SOW. Unless otherwise stated:

• Fees are billed in advance for the billing period
• Late payments may result in suspension of Services
• You are responsible for taxes (excluding our income taxes) unless otherwise stated

Amazon advertising spend is billed by Amazon to you and is not included in Rocketcart service fees unless explicitly stated.

8) Refunds

Refunds, cancellations, and any guarantees are governed by our Refund Policy and your order form/SOW. If a money-back guarantee applies, it must be explicitly stated in writing.

9) Confidentiality

Each party may receive confidential information from the other. Each party agrees to:

• Use confidential information only to perform under these Terms
• Protect it using reasonable care
• Not disclose it except to employees/contractors who need it and are bound by confidentiality

Confidentiality does not apply to information that is publicly available without breach, independently developed, or rightfully obtained from a third party.

10) Intellectual property

Our IP

Rocketcart and its underlying methodologies, software, processes, playbooks, and materials are owned by Rocketcart/AB Corp and/or licensors.

Client Data

You retain ownership of Client Data. You grant Rocketcart a limited license to use Client Data to provide and improve the Services, including maintaining context memory and performance learnings for your account(s).

Deliverables

Unless otherwise stated in your SOW, Rocketcart grants you a license to use Deliverables internally for your business. Redistribution or resale is not permitted without written permission.

11) Acceptable use

You agree not to:

• Reverse engineer, copy, or misuse the Services
• Use the Services to violate third-party terms (including Amazon policies)
• Interfere with or disrupt the website or systems
• Upload malicious code or attempt unauthorized access

We may suspend or terminate access for violations.

12) Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
• WE DO NOT GUARANTEE SPECIFIC RESULTS (INCLUDING ACoS/TACoS IMPROVEMENTS OR SALES OUTCOMES). RESULTS VARY BASED ON MANY FACTORS INCLUDING PRODUCT-MARKET FIT, PRICING, INVENTORY, COMPETITION, AND PLATFORM CHANGES.

13) Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• ROCKETCART’S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THE SERVICES WILL NOT EXCEED THE AMOUNT YOU PAID TO ROCKETCART FOR THE SERVICES IN THE [PAST 3 / 6 / 12] MONTHS (SELECT ONE), OR $[CAP], WHICHEVER IS LESS.
• WE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS/REVENUE, EVEN IF ADVISED OF THE POSSIBILITY.

Some jurisdictions do not allow certain limitations; in those jurisdictions, liability is limited to the fullest extent permitted.

14) Indemnification

You agree to indemnify and hold Rocketcart and its affiliates harmless from claims arising out of:

• Your products, listings, or business practices
• Your breach of these Terms or platform policies
• Your misuse of the Services
• Content or data you provide that infringes third-party rights or violates laws

15) Term and termination

These Terms remain effective while you use the Services.

We may suspend or terminate Services if:

• You breach these Terms
• Payments are overdue
• Continued service creates legal, security, or platform-risk concerns

On termination:

• Access to Services may end immediately
• Outstanding fees remain due
• Sections intended to survive (confidentiality, IP, liability, dispute terms) survive

16) Governing law and disputes

These Terms are governed by the laws of [INSERT STATE/COUNTRY], without regard to conflict of laws rules.

Any dispute will be resolved in the courts located in Lisbon, Portugal, unless your SOW includes arbitration or another dispute mechanism.

17) Changes to these Terms

We may update these Terms from time to time. Changes become effective when posted, unless otherwise stated. Continued use of the Services after changes means you accept the updated Terms.

18) Contact

Questions about these Terms:

Email: partners@abcorp.ai